
frd20240331c_10k.htm



0000039092
false
--03-31
FY
2024
false
false
false
false



00000390922023-09-29
00000390922024-06-11



    
  


 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-K 
 
 ☒  Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended March 31, 2024 

 
 ☐  Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from                     to                     

 
Commission File No. 1-7521
 
FRIEDMAN INDUSTRIES, INCORPORATED 
(Exact name of registrant as specified in its charter)
 
 Texas  74-1504405 
 (State or other jurisdiction of incorporation or organization)  (I.R.S. Employer Identification No.) 
  
 1121 Judson Road Suite 124, Longview, TX  75601 
 (Address of principal executive offices)  (Zip Code) 

 
Registrant’s telephone number, including area code: (903) 758-3431 
 
Securities registered pursuant to Section 12(b) of the Act:
 
 Title of each class Trading Symbol Name of each exchange    on which registered    
 Common Stock, $1 Par Value FRD NYSE American 

 
Securities registered pursuant to Section 12(g) of the Act:
None
 
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes  ☐        No  ☒
 
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
     Yes  ☐        No  ☒   
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes  ☒       No  ☐          
 
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
               Yes  ☒      No  ☐         
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
 
 Large accelerated filer  ☐  Accelerated filer  ☒  Non-accelerated filer  ☐  Smaller reporting company  ☒ 
 Emerging growth company ☐    

 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
 
Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.
Yes  ☒                 No  ☐
 
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐
 
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to § 240.10D-1(b). ☐
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
Yes  ☐                 No  ☒   
 
The aggregate market value of the Common Stock held by non-affiliates of the registrant as of September 29, 2023 (based upon the closing price on the NYSE American on September 29, 2023) was approximately $92.0 million.
 
The number of shares of the registrant’s Common Stock outstanding at June 11, 2024 was 6,969,695 shares.
 






     
   






     
   



 
DOCUMENTS INCORPORATED BY REFERENCE 
 
Portions of the Annual Report to Shareholders of Friedman Industries, Incorporated for the fiscal year ended March 31, 2024 are incorporated by reference into Part II and Part III of this Annual Report on Form 10-K. Portions of the Company's definitive proxy statement relating to its 2024 Annual Meeting of Shareholders to be filed hereafter are incorporated by reference into Part III of this Annual Report on Form 10-K.
 
PART I 
 
Item 1.   Business
 
General
 
Friedman Industries, Incorporated (the “Company”), a Texas corporation incorporated in 1965, is a manufacturer and processor of steel products and operates in two reportable segments: flat-roll products and tubular products. The flat-roll segment was previously referred to as the coil segment. The Company is now using flat-roll to describe the segment due to it being a more common term used in the Company's industry. Significant financial information relating to the Company’s business segments for the last two years is contained in Note 13of the Consolidated Financial Statements included in the Company’s Annual Report to Shareholders for the fiscal year ended March 31, 2024, which financial statements are incorporated herein by reference in Item 8 hereof.
 
Flat-Roll Products 
 
The flat-roll product segment consists of the operation of five hot-rolled coil processing facilities located in Hickman, Arkansas; Decatur, Alabama; East Chicago, Indiana; Granite City, Illinois and Sinton, Texas. The facilities in Granite City and East Chicago were acquired on April 30, 2022 from Plateplus, Inc ("Plateplus"). More information about the Plateplus transaction can be found in Note 2 of the Consolidated Financial Statements included in the Company’s Annual Report to Shareholders for the fiscal year ended March 31, 2024. The facility in Sinton is a newly constructed facility that commenced operations during October 2022. The Hickman, Granite City and East Chicago facilities operate temper mills and cut-to-length lines. The Decatur and Sinton facilities operate stretcher leveler cut-to-length lines. The equipment at all locations improve the flatness and surface quality of the coils and cut the coils into sheet and plate of prescribed lengths. On a combined basis, the facilities are capable of cutting sheet and plate with thicknesses ranging from 16 gauge to 1” thick in widths ranging from 36” wide to 96” wide. The vast majority of flat-roll product segment revenue is generated from sales of Company owned inventory but the segment also generates revenue from the processing or storage of customer owned coils on a fee basis.
 
The coil processing facilities are substantially similar with respect to products produced. The Company makes shipments of products based on which facility offers the desired product or, if the product is available at multiple facilities, based on other factors, such as customer location, freight conditions and the ability of the facility to fulfill the order on a timely basis. Flat-roll products are sold on a wholesale, rapid-delivery basis in competition with other processors of hot-rolled steel coils. Shipments are made via unaffiliated truckers or by rail.

    
  
The flat-roll segment purchases its inventory from a limited number of suppliers. Loss of any of these suppliers could have a material adverse effect on the Company’s business.
 
Tubular Products
 
The tubular product segment consists of the Company’s Texas Tubular Products division (“TTP”) located in Lone Star, Texas. TTP operates two electric resistance welded pipe mills with a combined outside diameter (“OD”) size range of 2 3/8” OD to 8 5/8” OD. Both pipe mills are American Petroleum Institute (“API”) licensed to manufacture line pipe and oil country pipe and also manufacture pipe for structural purposes that meets other recognized industry standards. TTP has a pipe finishing facility capable of applying threads and couplings to oil country tubular goods and performing other services that are customary in the pipe finishing process. The pipe finishing facility is currently idled. All of the tubular segment's revenue is generated from sales of Company owned inventory.
 
TTP purchases its inventory from a limited number of suppliers. Loss of any of these suppliers could have a material adverse effect on the Company’s business.
 

    
  




      2
     






       
     



 

    
  
Marketing 
 
The following table sets forth the approximate percentage of total sales contributed by each group of products and services during each of the Company’s last two fiscal years:
 



 Product and Service Groups 
 
 Fiscal 2024 
 
 
 Fiscal 2023 
 


 Flat-Roll Products 
 
 
92
%
 
 
89
%


 Tubular Products 
 
 
8
%
 
 
11
%



 
Flat-Roll Products.  The Company sells flat-roll products and processing or storage services to approximately 480 customers located primarily in the midwestern, southwestern and southeastern regions of the United States. The Company’s principal customers for these products and services are steel distributors and customers manufacturing steel products such as steel buildings, railroad cars, barges, tanks and containers, trailers, component parts and other fabricated steel products. In fiscal years 2024 and 2023, sales of flat-roll products to O'Neal Steel accounted for approximately 16% and 15% of the Company's total sales, respectively. No other individual flat-roll products customer accounted for 10% or more of the Company's total sales for either of the two fiscal years.
 
The Company sells all of its flat-roll products through its own sales force. At March 31, 2024, the sales force was comprised of the Vice President of Sales – Flat Roll Division and 25 sales personnel.
 
Tubular Products.  The Company sells its tubular products nationally to approximately 92 customers. The Company’s principal customers for these products are steel and pipe distributors. In fiscal years 2024 and 2023, no individual tubular customer accounted for 10% or more of the Company’s total sales.
 
The Company sells all of its tubular products through its own sales force. At March 31, 2024, the sales force was comprised of the Vice President and General Manager – Tubular Division and two sales personnel.
 
Competition 
 
The Company is engaged in a non-seasonal, highly-competitive business. The Company competes with other processors of hot-rolled steel coils, tubular manufacturers, steel distributors and brokers.
 
 
The Company believes that, generally, its ability to compete is dependent upon its ability to offer products at prices competitive with or below those of other steel suppliers, as well as its ability to provide products meeting customer specifications on a rapid-delivery basis.
 
Human Capital
 
Employee Base
 
At March 31, 2024, the Company had 268 full-time employees, with all of them based in the United States.
 
Talent Management and Diversity
 
The Company's success and growth depend in large part on our ability to attract, develop, and retain a diverse population of talented employees at all levels of our organization. Our goal is to foster an inclusive and respectful work environment where employees are comfortable to express ideas and openly communicate throughout the organization with the goal of continuously improving our company. Our compensation programs are designed to ensure that we attract and retain the right talent and are focused on rewarding employees based on their individual performance as well as company performance that is made possible by their efforts. Our employee benefits programs are structured to provide competitive benefits that are effective in attracting and retaining talent and that address the needs of a diverse employee base.
 
Safety and Wellness
 
The health and safety of our workforce is fundamental to the success of our company. We have established policies and work procedures aimed at ensuring the safety of our employees. We seek to have our employees actively engaged in the safety process through initial trainings and ongoing regular meetings. We believe safety is a shared responsibility of everyone within our organization. The Company recognizes the importance of our employees' wellness and provides industry leading benefit programs and employee policies that help ensure employees' physical, mental and work-life balance needs are met.
 
Executive Officers of the Company 
 
The following table sets forth as of March 31, 2024, for each executive officer of the Company, the name, age, officer positions and arrangements with other persons regarding his selection as an officer, if any, and the period during which such officer has served in such capacity:
 



 Name 
 
 Age 
 
 Position, Offices with the Company and Other Arrangements, if any 


 Michael J. Taylor 
 
 65 
 
 President and Chief Executive Officer since September 2019; formerly Interim President and Interim Chief Executive Officer since February 2019; Chairman of the Board of Directors since June 2017; member of the Board of Directors since December 2016 


 Alex LaRue 
 
 38 
 
 Chief Financial Officer – Secretary and Treasurer since March 2018; formerly Vice President — Secretary and Treasurer since 2014; formerly Assistant Vice President — Secretary and Treasurer since 2013; formerly Controller — Texas Tubular Products since 2011 



 




      3
     






       
     



 
Item 1A.  Risk Factors
 
Not required.
 
Item 1B.  Unresolved Staff Comments 
 
None.
 
Item 1C.  Cybersecurity
 
Cybersecurity Governance
 
The Board of Directors (the “Board”) of the Company is responsible for the oversight of the Company’s cybersecurity program and recognizes the risks that cybersecurity threats may impose on the Company, its business partners, employees and investors.  The Company's IT Director is responsible for overall IT governance, risk and compliance including the Company’s cybersecurity program.  The Audit Committee of the Board collaborates with the full Board and the IT Director to facilitate alignment of overall IT related controls and processes. We have a formalized IT Security Incident Report process which provides a method to document and communicate details of security incidents to appropriate stakeholders.  The Board and the Audit Committee receive periodic briefings on cybersecurity and help set priorities and strategic direction.  As part of continuous improvement, our cybersecurity program is being aligned with the NIST Cybersecurity Framework 2.0 to help ensure comprehensive controls and oversight.
 
Cybersecurity Controls
 
We have implemented a modern, comprehensive set of controls that restrict access to systems using a combination of firewalls, virtual private networks, multi-factor authentication and enforced use of corporate controlled compliant devices. We make extensive use of best-in-class automated intrusion prevention, intrusion detection and response systems which constantly monitor activity, build usage patterns and respond or alert when unusual activity is detected. We have experienced staff who perform root cause analysis, respond to any immediate threat, and implement improved controls for future prevention. Our cybersecurity tools are fully integrated and collect data from various sources to build relationships and detect more complex multi-channel attack strategies. Application controls are role-based and designed to protect data confidentiality and provide overall data integrity. A risk-based approach is taken regarding third-party systems utilized in our business.
 
We have controls specifically focused on E-mail phishing including impersonation attempts. Although our automated controls prevent most phishing attempts, some can be delivered to employees. To mitigate this risk, we provide training to employees using various methods including E-mail phishing campaigns which send phishing-style E-mails, monitors user responses and automatically assigns further training as appropriate. Employees have been trained to send any suspicious activity to a central IT Service Desk for evaluation and appropriate timely action.
 
All critical systems have rigorous data backups and are designed for disaster recovery, ensuring business continuity in the event of a catastrophic incident. As part of continuous improvement, disaster recovery testing is being conducted and documented.
 
We are not aware of any unmitigated risk or any prior incident that may have materially affected the Company’s data integrity, confidentiality, operations, business strategy or financial reporting.  Given our reliance on modern systems, we are aware a significant incident could impact the Company’s overall goals so we strive to provide modern counter measures to manage this risk.
 




      4
     






       
     



 
Item 2.  Properties 
 
The principal real properties of the Company are described in the following table:
 



 Location 
 
 Approximate Size 
 
 Ownership 
 


 Lone Star, Texas 
 
   
 
   
 


 Plant — Texas Tubular Products 
 
 161,000 sq. feet 
 
 Owned(1) 
 


 Offices — Texas Tubular Products 
 
 12,200 sq. feet 
 
 Owned(1) 
 


 Land — Texas Tubular Products 
 
 122.4 acres 
 
 Owned(1) 
 


 Longview, Texas 
 
   
 
   
 


 Offices — Administrative 
 
 5,100 sq. feet 
 
 Leased(2) 
 


 Hickman, Arkansas 
 
   
 
   
 


 Plant and Warehouse — Flat Roll Products 
 
 64,600 sq. feet 
 
 Owned(1) 
 


 Offices — Flat Roll Products 
 
 2,500 sq. feet 
 
 Owned(1) 
 


 Land — Flat Roll Products 
 
 26.2 acres 
 
 Owned(1) 
 


 Decatur, Alabama 
 
   
 
   
 


 Plant and Warehouse — Flat Roll Products 
 
 48,000 sq. feet 
 
 Owned(1) 
 


 Offices — Flat Roll Products 
 
 2,000 sq. feet 
 
 Owned(1) 
 


 Land — Flat Roll Products 
 
 47.3 acres 
 
 Owned(1) 
   


Sinton, Texas
 
 
 
 
 


     Plant and Warehouse — Flat Roll Products
 
70,000 sq. feet
 
Leasehold Improvement (3)
 


     Offices — Flat Roll Products
 
3,100 sq. feet
 
Leasehold Improvement (3)
 


     Land — Flat Roll Products
 
26.5 acres
 
Leased (3)
 


East Chicago, Indiana
 
 
 
 
 


     Plant and Warehouse — Flat Roll Products
 
150,900 sq. feet
 
Owned (1)
 


     Offices — Flat Roll Products
 
3,200 sq. feet
 
Owned (1)
 


     Land — Flat Roll Products
 
5.0 acres
 
Owned (1)
 


Granite City, Illinois
 
 
 
 
 


  Plant and Warehouse — Flat Roll Products
 
321,000 sq. feet
 
Leasehold Improvement (4)
 


  Offices — Flat Roll Products
 
4,400 sq. feet
 
Leasehold Improvement (4)
 


  Land — Flat Roll Products
 
31.1 acres
 
Leased (4)
 


The Woodlands, Texas
 
 
 
 
 


 Offices — Administrative
 
5,000 sq. feet
 
Leased (5)
 



 




 (1) 
 All of the Company’s owned real properties, plants and offices are held in fee and are not subject to any mortgage or deed of trust. 


 (2) 
 The office lease is with a non-affiliated party, expires on April 30, 2027, and requires a monthly rental payment of approximately $5,000. 


(3)
 The associated lease is a 99 year lease with Steel Dynamics Inc. that calls for an annual rental payment of $1 and has an expiration date of February 19, 2120. 


(4)
 The associated lease is with America's Central Port District. The lease expires on August 31, 2028 and requires a monthly rental payment of approximately $13,000. 


(5)
 The office lease is with a non-affiliated party, expires on February 28, 2029, requires a monthly rental payment of approximately $11,400 and a monthly payment of proportionate operating costs of approximately $4,800. 



 
 
Item 3.  Legal Proceedings 
 
The Company is not, and during fiscal year 2024 was not, a party to, nor is its property the subject of, any material pending legal proceedings.
 
Item 4.  Mine Safety Disclosures
 
Not applicable.
 




      5
     






       
     



 
 
PART II 
 
Item 5.  Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 
 
The Company’s Common Stock is traded principally on the NYSE – American (Symbol: FRD).
 
Reference is hereby made to the sections of the Company’s Annual Report to Shareholders for the fiscal year ended March 31, 2024, entitled “Description of Business — Range of High and Low Sales Prices of Common Stock” and “Description of Business — Cash Dividends Declared Per Share of Common Stock”, which sections are hereby incorporated herein by reference.
 
The approximate number of shareholders of record of Common Stock of the Company as of April 26, 2024 was 156. Because many of the Company’s common shares are held by brokers and other institutions on behalf of shareholders, the Company is unable to estimate the total number of individual shareholders represented by these record holders.
 
Item 6.  Selected Financial Data 
 
Not required.
 
Item 7.   Management’s Discussion and Analysis of Financial Condition and Results of Operations 
 
Information with respect to Item 7 is hereby incorporated herein by reference from the section of the Company’s Annual Report to Shareholders for the fiscal year ended March 31, 2024, entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations”.
 
Item 7A.  Quantitative and Qualitative Disclosures about Market Risk 
 
Not required.
 
Item 8.  Financial Statements and Supplementary Data 
 
The following financial statements and notes thereto of the Company included in the Company’s Annual Report to Shareholders for the fiscal year ended March 31, 2024, are hereby incorporated herein by reference:
 
Consolidated Balance Sheets — March 31, 2024 and 2023
 
Consolidated Statements of Operations — Years ended March 31, 2024 and 2023
 
Consolidated Statements of Comprehensive Income — Years ended March 31, 2024 and 2023
 
Consolidated Statements of Stockholders’ Equity — Years ended March 31, 2024 and 2023
 
Consolidated Statements of Cash Flows — Years ended March 31, 2024 and 2023
 
Notes to Consolidated Financial Statements
 
Reports of Independent Registered Public Accounting Firm
 
The following supplementary schedule for the Company for the years ended March 31, 2024 and 2023, is incorporated herein by reference above in this Item 8 from the Company's Annual Report to Shareholders for the fiscal year ended March 31, 2024.
 
Schedule II — Valuation and Qualifying Accounts
 
All other schedules for which provision is made in the applicable accounting regulation of the SEC are not required under the related instructions or are inapplicable and, therefore, have been omitted.
 
Item 9.  Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 
 
None.
 
  
Item 9A.   Controls and Procedures 
 
Information with respect to Item 9A is hereby incorporated herein by reference from the sections of the Company’s Annual Report to Shareholders for the fiscal year ended March 31, 2024, entitled “Management's Report on Internal Control Over Financial Reporting”.
 

    
  

Item 9B.  Other Information 
 
None.

 
Item 9C.  Disclosure Regarding Foreign Jurisdictions That Prevent Inspections
 
Not applicable.
 




      6
     






       
     



 
 
PART III 
 
Item 10.  Directors, Executive Officers and Corporate Governance 
 
Except as otherwise set forth below, information with respect to Item 10 is hereby incorporated herein by reference from the Company’s proxy statement in respect of the 2024 Annual Meeting of Shareholders, definitive copies of which are expected to be filed with the SEC on or before 120 days after the end of the Company’s 2024 fiscal year.
 
Information with respect to Item 10 regarding executive officers is hereby incorporated by reference from the information set forth under the caption “Executive Officers of the Company” in Item 1 of this Annual Report on Form 10-K.
 
The Company has adopted the Friedman Industries, Incorporated Code of Conduct and Ethics (the “Code”), which applies to the Company’s employees, directors and officers, including its principal executive officer, principal financial officer, principal accounting officer or controller or persons performing similar functions. A copy of the Code is filed as an exhibit hereto.
 
Item 11.  Executive Compensation 
 
Information with respect to Item 11 is hereby incorporated herein by reference from the Company’s proxy statement in respect of the 2024 Annual Meeting of Shareholders, definitive copies of which are expected to be filed with the SEC on or before 120 days after the end of the Company’s 2024 fiscal year.
 
Item 12.  Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 
 
Equity Compensation Plan Information
 
The disclosure required pursuant to Item 201(d) of Regulation S-K is hereby incorporated herein by reference from the Company’s proxy statement in respect of the 2024 Annual Meeting of Shareholders, definitive copies of which are expected to be filed with the SEC on or before 120 days after the end of the Company’s 2024 fiscal year.
 
Additional information with respect to Item 12 regarding equity compensation plan information relating to the Company is hereby incorporated herein by reference from Note 3 — Equity Compensation Plans and Capital Stock included in the Notes to Consolidated Financial Statements of the Company included in the Company’s Annual Report to Shareholders for the fiscal year ended March 31, 2024.
 
Security Ownership Information
 
The additional information with respect to Item 12 regarding the security ownership of certain beneficial owners and management, and related matters, is hereby incorporated herein by reference from the Company’s proxy statement in respect to the 2024 Annual Meeting of Shareholders, definitive copies of which are expected to be filed with the SEC on or before 120 days after the end of the Company’s 2024 fiscal year.
 
Item 13.  Certain Relationships, Related Transactions and Director Independence 
 
Information with respect to Item 13 is hereby incorporated herein by reference from the Company’s proxy statement in respect of the 2024 Annual Meeting of Shareholders, definitive copies of which are expected to be filed with the SEC on or before 120 days after the end of the Company’s 2024 fiscal year.
 

    
  
Item 14.  Principal Accountant Fees and Services 
 
Information with respect to Item 14 is hereby incorporated herein by reference from the Company’s proxy statement in respect of the 2024 Annual Meeting of Shareholders, definitive copies of which are expected to be filed with the SEC on or before 120 days after the end of the Company’s 2024 fiscal year.
Audit Id: 659 Audit firm:Moss Adams LLP Audit location: Houston, Texas
 




    7
   






     
   



 
 
PART IV 
 
Item 15.  Exhibits and Financial Statement Schedules 
 
(a) Documents included in this report
 
1. Financial Statements
 
The following financial statements and notes thereto of the Company are included in the Company’s Annual Report to Shareholders for the fiscal year ended March 31, 2024, which is incorporated herein by reference:
 
Consolidated Balance Sheets — March 31, 2024 and 2023
 
Consolidated Statements of Operations — Years ended March 31, 2024 and 2023
 
Consolidated Statements of Comprehensive Income — Years ended March 31, 2024 and 2023
 
Consolidated Statements of Stockholders’ Equity — Years ended March 31, 2024 and 2023
 
Consolidated Statements of Cash Flows — Years ended March 31, 2024 and 2023
 
Notes to Consolidated Financial Statements
 
Reports of Independent Registered Public Accounting Firm
 
2.  Financial Statement Schedules
 
The following financial statement schedule is included in the Company's Annual Report to Shareholders for the fiscal year ended March 31, 2024, which is incorporated herein by reference:
 
Schedule II — Valuation and Qualifying Accounts
 
All other schedules for which provision is made in the applicable accounting regulations of the SEC are not required under the related instructions or are inapplicable and, therefore, have been omitted.
 




      8
     






       
     



 
3.  Exhibits
 



 Exhibit No. 
   
 Description 


 
 
 
 


 3.1 
 
 — 
 Articles of Incorporation of the Company, as amended (incorporated by reference from Exhibit 3.1 to the Company’s Form S-8 filed on December 21, 2016). 


 
 
 
 


 3.2 
 
 — 
 Articles of Amendment to the Articles of Incorporation of the Company, as filed with the Texas Secretary of State on September 22, 1987 (incorporated by reference from Exhibit 3.1 to the Company’s Form S-8 filed on December 21, 2016). 


 
 
 
 


 3.3 
 
 — 
 Amended and Restated Bylaws of the Company, as amended on November 8, 2021 (incorporated by reference from Exhibit 3.3 to the Company’s Form 10-Q filed on November 19, 2021). 


 
 
 
 


 10.1 
 
 — 
 Friedman Industries, Incorporated 2016 Restricted Stock Plan (incorporated by reference from Exhibit 4.2 to the Company’s Form S-8 filed on December 21, 2016). 


 
 
 
 


 10.2 
 
 — 
 Form of Friedman Industries, Incorporated Restricted Stock Award Agreement (incorporated by reference from Exhibit 4.3 to the Company’s Form S-8 filed on December 21, 2016). 


 
 
 
 


 10.3 
 
 — 
 First Amendment to the Friedman Industries, Incorporated 2016 Restricted Stock Plan (incorporated by reference from Appendix C to the Company’s Form DEF 14A filed on July 26, 2019). 


 
 
 
 


10.4
 
—
Amended and Restated Credit Agreement dated May 19, 2021 (incorporated by reference from Exhibit 10.9 to the Company’s Form 10-K for the fiscal year ended March 31, 2021 filed on July 7, 2021).


 
 
 
 


 10.5 
 
 — 
Pledge and Security Agreement dated May 19, 2021 (incorporated by reference from Exhibit 10.10 to the Company’s Form 10-K for the fiscal year ended March 31, 2021 filed on July 7, 2021).


 
 
 
 


 10.6 
 
 — 
First Amendment to Amended and Restated Credit Agreement (incorporated by reference from Exhibit 10.6 to the Company's Form 10-K for the fiscal year ended March 31, 2022 filed on August 2, 2022).


 
 
 
 


 10.7 
 
 — 
Second Amendment to Amended and Restated Credit Agreement (incorporated by reference from Exhibit 10.7 to the Company's Form 10-K for the fiscal year ended March 31, 2022 filed on August 2, 2022).


 
 
 
 


10.8
 
—
Third Amendment to Amended and Restated Credit Agreement (incorporated by reference from Exhibit 10.12 to the Company's Form 10-K for the fiscal year ended March 31, 2022 filed on August 2, 2022).


 
 
 
 


 **13.1 
 
 — 
 The Company’s Annual Report to Shareholders for the fiscal year ended March 31, 2024. 


 
 
 
 


 **14.1 
 
 — 
 Friedman Industries, Incorporated Code of Conduct and Ethics. 


 
 
 
 


 **21.1 
 
 — 
 List of Subsidiaries. 


 
 
 
 


 **23.1 
 
 — 
 Consent of Moss Adams LLP. 


 
 
 
 


 **31.1 
 
 — 
 Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, signed by Michael J. Taylor. 


 
 
 
 


 **31.2 
 
 — 
 Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, signed by Alex LaRue. 


 
 
 
 


 **32.1 
 
 — 
 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, signed by Michael J. Taylor. 


 
 
 
 


 **32.2 
 
 — 
 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, signed by Alex LaRue. 



 



 **101.INS 
 
 — 
 Inline XBRL Instance Document. 


 
 
 
 


 **101.SCH 
 
 — 
 Inline XBRL Taxonomy Schema Document. 


 
 
 
 


 **101.CAL 
 
 — 
 Inline XBRL Calculation Linkbase Document. 


 
 
 
 


 **101.DEF 
 
 — 
 Inline XBRL Definition Linkbase Document. 


 
 
 
 


 **101.LAB 
 
 — 
 Inline XBRL Label Linkbase Document. 


 
 
 
 


 **101.PRE 
 
 — 
 Inline XBRL Presentation Linkbase Document. 


 
 
 
 


**104
 
—
Cover Page Interactive Data File (embedded within the Inline XBRL and contained in Exhibit 101)



 




 ** 
 Filed herewith. 



 




      9
     






       
     



 
SIGNATURES
 
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, Friedman Industries, Incorporated has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 



 
 FRIEDMAN INDUSTRIES, INCORPORATED 
 


 
 
 
 


 
 By: 
 /S/    MICHAEL J. TAYLOR           
 


 
   
 Michael J. Taylor 
 


 
   
 President and Chief Executive Officer 
 


 
 
 


 
 Dated: June 11, 2024 
 



 
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of Friedman Industries, Incorporated in the capacities and on the dates indicated.
 



 Signature 
 
 Title 
 
 Date 


 
 
 
 
 


 /S/    MICHAEL J. TAYLOR         
 
 President and Chief Executive Officer and 
 
June 11, 2024


Michael J. Taylor
 
Director (Principal Executive Officer)
 
 


 
 
 
 
 


 /S/    ALEX LARUE         
 
 Chief Financial Officer — Secretary and 
 
June 11, 2024


Alex LaRue
 
Treasurer (Principal Financial Officer
 
 


 
 
and Principal Accounting Officer)
 
 


 
 
 
 
 


 /S/    DURGA D. AGRAWAL         
 
 Director 
 
June 11, 2024


Durga D. Agrawal
 
 
 
 


 
 
 
 
 


 /S/    MAX REICHENTHAL          
 
 Director 
 
June 11, 2024


Max Reichenthal
 
 
 
 


 
 
 
 
 


/S/    SANDY SCOTT
 
Director
 
June 11, 2024


Sandy Scott
 
 
 
 


 
 
 
 
 


 /S/    JOEL SPIRA         
 
 Director 
 
June 11, 2024


Joel Spira
 
 
 
 


 
 
 
 
 


 /S/    TIM STEVENSON         
 
 Director 
 
June 11, 2024


Tim Stevenson
 
 
 
 


 
 
 
 
 


/S/    SHARON TAYLOR
 
Director
 
June11, 2024


Sharon Taylor
 
 
 
 


 
 
 
 
 


 /S/    JOE L. WILLIAMS         
 
 Director 
 
June 11, 2024


Joe L. Williams
 
 
 
 



 




      10
     



